UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549











FORM
      10-K/A




(Amendment
      No. 1)




S
            **ANNUAL
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**




For
      the
      fiscal year ended December 31, 2005




**OR**




£
            **TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**




For
      the
      transition period from ________ to
      ________




Commission
      file number 0-5485







**VISKASE
      COMPANIES, INC**.


(Exact
      name of registrant as specified in its charter)




**Delaware**
            **95-2677354**(State
                or other jurisdiction of
              incorporation
                or organization)
            (I.R.S.
                Employer
              Identification
                No.)**8205
                South Cass Avenue, Suite 115, Darien, IL**
            **60561**(Address
                of principal executive offices)
            (Zip
                Code)




Registrant's
      telephone number, including area code: **(630)
      874-0700**


Securities
      registered pursuant to Section 12(b) of the Act: **None**


Securities
      registered pursuant to Section 12(g) of the Act: **None**




Indicate
      by check mark if the registrant is a well-known seasoned issuer, as defined
      in
      Rule 405 of the Securities Act.  Yes £ No S




Indicate
      by check mark if the registrant is not required to file reports pursuant to
      Section 13 or Section 15(d) of the Act.  Yes £ No S




Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the
      preceding 12 months (or for such shorter period that the registrant was required
      to file such reports), and (2) has been subject to such filing requirements
      for
      the past 90 days.  Yes S No £




Indicate
      by check mark if disclosure of delinquent filers pursuant to Item 405 of
      Regulation S-K is not contained herein, and will not be contained, to the best
      of registrant's knowledge, in definitive proxy or information statements
      incorporated by reference in Part III of this Form 10-K or any amendment to
      this
      Form 10-K.  Yes S No £




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer. See definition of “accelerated
      filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check
      one):




Large
                accelerated filer£
            Accelerated
                filer£
            Non-accelerated
                filerS




Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Act).  Yes £ No S




As
      of
      March 24, 2006 the aggregate market value of the voting stock held by
      non-affiliates of the registrant was $11,635,983.




APPLICABLE
      ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING
      FIVE
      YEARS: Indicate by check mark whether the registrant has filed all documents
      and
      reports required to be filed by Section 12, 13 or 15(d) of the Securities
      Exchange Act of 1934 subsequent to the distribution of securities under a plan
      confirmed by a court.  Yes S No £




As
      of
      March 24, 2006, there were 9,715,954 shares outstanding of the registrant's
      Common Stock, $.01 par value.












EXPLANATORY
      NOTE




Viskase,
      Inc. is filing this amendment on Form 10-K/A to its Form 10-K for the year
      ended
      December 31, 2005 to amend Item 9A to revise in certain respects the evaluation
      of our disclosure controls and procedures.




**Item
                9A.**
            **Controls
                and Procedures.**





We
      maintain a system of disclosure controls and procedures designed to provide
      reasonable assurance that information we are required to disclose in the reports
      we file or submit under the Securities Exchange Act of 1934, as amended, is
      recorded, processed, summarized and reported within the time periods specified
      in Securities and Exchange Commission rules and forms. We identified the
      following control deficiency which constitutes a “significant deficiency” (as
      defined by standards established by the Public Company Accounting Oversight
      Board): during the first quarter of 2006, we discovered that certain incorrect
      journal entries had been made in the Company’s European operations in the fourth
      quarters of 2004 and 2005. The fourth quarter 2004 incorrect journal entries
      resulted in an overstatement of income in 2004 of less than three percent of
      net
      income. The correction is not a material adjustment that requires the
      restatement of the Company’s 2004 financial statements and has been reflected in
      the financial statements that accompany this report. The 2005 incorrect journal
      entries were corrected, and as such, did not affect the 2005 financial
      statements. We have addressed the deficiency by implementing additional review
      procedures in Europe and the United States to address errors in journal
      entries.





Our
      management, with the participation of our Chief Executive Officer and Chief
      Financial Officer, evaluated the effectiveness of our disclosure controls and
      procedures as of December 31, 2005. Based on that evaluation, our Chief
      Executive Officer and Chief Financial Officer concluded that our disclosure
      controls and procedures were not effective at a reasonable assurance level
      because of the absence of procedures to detect the journal entry errors that
      were made in 2005 and 2004.





There
      were no material changes to the Company’s internal control over financial
      reporting during the fourth quarter of 2005.





**Item
                15.**
            **Exhibits
                and Financial Statement
                Schedules.**





The
      exhibits required by Item 601 of Regulation S-K and filed herewith are listed
      in
      the Exhibit Index which follows the signature page and immediately precedes
      the
      exhibits filed.





2





SIGNATURES





Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the registrant has duly caused this report to be signed on its behalf
      by
      the undersigned, thereunto duly authorized.





VISKASE
              COMPANIES, INC.(Registrant)By:
            /s/
                Robert L. WeismanRobert
                L. WeismanChief
                Executive Officer and PresidentBy:
            /s/
                Gordon S. DonovanGordon
                S. DonovanVice
                President, Chief Financial Officer and
                Treasurer





Date:
      December 22, 2006





Pursuant
      to the requirements of the Securities Exchange Act of 1934, this report has
      been
      signed below by the following persons on behalf of the registrant and in the
      capacities indicated on this 22nd day of December, 2006.





/s/
                Robert L. Weisman
              Robert
                L. Weisman
              Chief
                Executive Officer and President
              (Principal
                Executive Officer, Director)
            /s/
                Gordon S. Donovan
              Gordon
                S. Donovan
              Vice
                President, Chief Financial Officer and Treasurer
              (Principal
                Financial and Accounting Officer)/s/
                Vincent Intrieri
              Vincent
                Intrieri, Chairman of the Board
            /s/
                SungHwan Cho
              SungHwan
                Cho (Director)/s/
                Eugene I. Davis
              Eugene
                I. Davis (Director)
            /s/
                James L. Nelson
              James
                L. Nelson (Director)/s/
                Peter K. Shea
              Peter
                K. Shea (Director)
            /s/
                Jon F. Weber
              Jon
                F. Weber (Director)




3





**VISKASE
      COMPANIES, INC.**





**EXHIBIT
      INDEX**


**(Pursuant
      to Item 601 of Regulation S-K)**




**Exhibit
                No.**
            **Description**31.1
            Certification
                by CEO pursuant to Section 302 of the Sarbanes-Oxley Act of
                200231.2
            Certification
                by CFO pursuant to Section 302 of the Sarbanes-Oxley Act of
                200232.1
            Certification
                by CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                Section
                906 of the Sarbanes-Oxley Act of 200232.2
            Certification
                by CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                Section
                906 of the Sarbanes-Oxley Act of
                2002